Undercover
by smilesandcreativity
Summary: Payton Collins is the newest Avenger and S.H.I.E.L.D agent. Her newest mission, attend Midtown Science and recruit Spider-Man for the Avengers. What happens when she finds out that her old friend Peter Parker attends her new school. Will she find Spider-Man? Will she accomplish her mission without exposing her powers to the public? I'm not good at writing summaries. R&R. OC
1. Chapter 1

Chapter One

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Payton Collins sat next to Tony Stark on the roof of Avengers Tower early on a Monday morning. She was preparing herself for her next assignment, recruit the masked hero Spider-Man for the Avengers. S.H.I.E.L.D's intel told them he attended Midtown Science. He sure did an amazing job of covering up his identity.

Payton was the newest addition to the Avengers as well as S.H.I.E.L.D. She had been recruited when S.H.I.E.L.D when they had gotten wind of her abilities to control weather and lighting. Thor wasn't all that thrilled about not being the only one to control lightning so she tended to keep that part on the down low. She lived with the Avengers in the newly renovated Avengers Tower. In the distance she could see Oscorp Tower. The sun was beginning to peak through the early morning clouds. The morning rush was just starting as businessmen and women in fancy suits hurried to their jobs trying not to spill their coffee.

"Are you ready for today?" Tony asked her handing her a donut out of a box he had gotten from a store around the corner.

"Yeah." She let out a breath that she had been holding in. "I have been homeschooled ever since eighth grade. I'm going into 11th. That's four years. It may not sound like much, but it is."

"You're gonna do great." Tony punched her arm lightly in a way of reassurance.

"Thanks." She gave him a half smile. She and Tony had become friends instantly when she joined. They shared many things in common, including a sense of sarcasm.

"It's a shame it's such a cloudy morning." Tony said sarcastically knowing that she could do something about it.

"You know. Today feels like a cloudy kind of day." She smirked.

"You ready to go?" Tony asked standing up and walking towards the door.

"Yeah. I just have to grab my back pack." She tried to cover up how nervous she really was. Her palms were starting to sweat and her heart was racing. She didn't know why she was so nervous for this. She had been on dozens of life threatening missions, so why was this one such a big deal?

She met Tony in the garage and chose the most discreet car. She didn't want to make that much of a dramatic entrance on her first day of school. It was the middle of the semester so she assumed that everyone would have their cliques and groups of friends that they don't want to expand so she would be that one new kid that sits alone at the lunch table and keeps to themselves. She knew that she was going of the stereotypical coming of age teenage movies that Tony made her watch because he thought that it would help. It was the only thing she had to go off of though.

The drive to Midtown Science was relatively short, filled with Tony giving her reminders of what procedures there were and how to use some of the Stark Tech that he had given her to communicate with S.H.I.E.L.D, JARVIS, and the rest of the Avengers.

"You're gonna have to be really careful around water." He reminded her yet again.

"Tony. I remember. I'm the one that has to deal with it. Calm down, I'm gonna be okay." She reassured him. Tony had been kind of like a father figure to her in her absence from her home.

Payton couldn't come in contact with LARGE amounts for very long or else she would get slightly electrocuted due to her ability to control lighting. It had only happened a couple times before, but each time it was… unpleasant.

They pulled up outside of Midtown Science fifteen minutes later and there was a large group of students sitting outside the doors. Each donned a pair of large glasses and a computer. She didn't want to be rude or generalize but if those stupid teenage movie taught her anything it was that this would be the group of students that were called 'nerds.' Unfortunatley, all of Tony's cars weren't all that discreet. Who wouldn't turn their head to see who pulled up to high school in a silver sports car? She could hear a few squeals of excitement from the group of kids once they saw that Tony Stark was the one who pulled up in front of the school.

"What's going on?" Tony asked seemingly oblivious to the fact that he was Tony Stark.

Payton raised a brow at him. "Really? You can't figure it out?"

He looked at her with a puzzled look.

"You're Tony Stark. Iron Man. Who wouldn't recognize you."

"Oh. I guess we should have rode with the top up. Good luck with your first day of school. Spidey shouldn't be too hard to find. I'll see you after school." He signaled for her to exit the car.

"This wasn't exactly the way I though my first day of school would start." She sighed when Tony drove away.

She turned towards the school, took a deep breath and started to walk. She saw the students' lips set into a straight line but their eyes were filled with excitement and questions.

"You know Tony Stark?" a girl with a French braid and a pair of wire framed glasses asked her as she passed them.

"Um… yeah. I guess." She answered in a quite tone and hurried through the doors.

Payton walked into the office with shaking hands. "Hi, my name's Payton Collins. I'm new here. I came to get my class schedule and my locker assignment."

The bored looking secretary that sat behind a large desk gave her a look and groaned as if retrieving the papers was the hardest task she had ever been asked to perform. She grabbed a folder off of the desk and pushed it towards her.

"There you go. Welcome to MidTown Science." She put on an excruciatingly fake smile.

Payton could feel her eyes like lasers on her of back. Was this how everyone's first day of school was? She shook if off and started to look for her locker. She could feel several people look at her. Some were, some were not so good.

"I heard she's the one that pulled up to school this morning with Tony Stark." She heard someone whisper to a person standing next to them. She couldn't believe that got around so quickly.

She finally located her locker and tried putting in her combo but the lock was stuck.

"Gosh dammit." She muttered under her breathe. She hadn't even been there for ten minutes and her locker was already broken and word was starting to spread about her knowing Tony. This was not how she envisioned this day going.

"You need some help with your locker?" A tall guy with close cut blonde hair wearing a letter jacket leaned against the lockers next to her.

"Um, sure." She took a step back and watched as the boy hit her locker and swung open. "Uh, thanks…" she trailed off not knowing his name.

"Flash, Flash Thompson."

"Payton."

"You know Payton, you're really pretty." He flashed her a smile.

"Th-" she started but was cut off.

"Come on Flash. Can't you at least wait until after homeroom to hit on the new girl?" Another tall boy stepped in front of Flash, ending the potentially awkward situation.

"Fine. See you after home room." He winked thinking that it would look cute.

"Thank you so…" she cut off her sentence when the boy turned around and she realized who it was.

"Peter!"

**A/N Hi guys! Thanks so much for reading! Review! I really wanna know how you guys like this story! The update will be up soon! I hope you enjoyed.**


	2. Chapter 2

Chapter Two

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"Payton?!" his eyes widened in shock. "You're the new girl?"

Payton shrugged and nodded, a piece of her waist length dirty blonde hair fell in front of her eyes.

" I thought you moved to Arizona." He gave her a quick friendly reunion hug. Peter and Payton had been really close friends through elementary school and all the way up until her family moved to Arizona for her dad's job.

"Um, I did. I just moved back and I'm staying with my aunt and uncle. It's nice to see you again." She flashed a smile.

"Nice to see you too. I'm free during lunch if you want me to show you around." He offered.

"Sure, -"

"Hey Peter. Who's this?" a girl with light blond hair and stormy blue eyes.

"Gwen, this is my old friend Payton Collins. Payton this is my girlfriend Gwen Stacy." Peter gestured to Gwen.

"It's nice to meet you." Gwen smiled and extended her hand very politely.

"Nice to meet you." Payton quickly shook her outstretched hand.

"I got to get to class. I'll see you at lunch." Gwen quickly gave Peter a peck on the cheek.

"See you." Peter waved at her when she started down the hall.

"She's nice." Payton smiled filling the silence that followed.

"Yeah." He smiled. "So you're staying with your aunt and uncle?"

"Yeah." She nodded as he started to spin the dial on the locker next to hers.

"So does that mean that Tony Stark is your uncle?" Peter raised a brow and gave her a curious look.

"No, absolutely not. My aunt and uncle are at a funeral in Ohio and I needed a ride and Tony is a family friend." Payton was skilled at coming up with cover up stories on the spot.

"That's so cool. Have you ever been to Stark Tower?" Peter's eyes were suddenly filled with a joyful excitement.

"Yeah. It's pretty cool." Payton nodded and picked out the books she needed for the upcoming hour out of her bag filled with them.

A shrill ring of the bell sounded in the hall making kids scatter to their classes.

"Crap." Payton jammed the fat tote bag that contained all of her supplies into the locker and searched her schedule for the teacher.

"It looks like you have Mrs. Daniels. Luckily my homeroom is right next to hers. I'll show you there." Peter gestured down the hall. "After you."

"Thank you." Payton blushed and stepped forward.

"I'll see you after homeroom." Peter said once they had reached the doors that lead to class.

Payton carefully opened the door and stepped inside. Her breathe caught in her throat as she stepped inside and twenty or so pairs of eyes darted straight to her. Her face flushed and it seemed as if the only color her face possessed was her vibrant blue eyes.

"Um, I'm Payton Collins." She spoke in a hushed tone and nervously looked out of the corner of her eye.

The teacher, Mrs. Daniels, gave her a look that was filled with annoyance. She gestured for her to hand her the slip that the office had given her. She snatched it from her hand and skimmed it over quickly. She took out a red pen and signed her signature before handing it back and gesturing to an empty seat. Payton scurried to her seat and sat down.

"So, class. I know we are just getting back from spring break but let's contain our enthusiasm for being back at school. I bet a lot of you enjoyed the extra week that was added." Mrs. Daniels chuckled along with the class. "Let's go around and share what we did over the break. Anyone want to start?" A few hands raised in the air of about the fifteen students.

"Miss Lewis." Mrs. Daniels gestured to a girl in front who had a pixie cut and blue eyes.

"I went to Hawaii with my parents." She smiled but her expression of happiness faltered when everyone just seemed to look at her with a boring look.

"Anyone else?" the teacher asked. "Alana."

"I didn't get to go anywhere," a girl who Payton recognized from the steps earlier started. "But I'm really glad I didn't. I got to watch the Avengers fight off the chitauri." She smiled flashing her braces.

Payton started to get nervous and prayed that nobody would be thinking about the news that spread about her arrival. She was thankful when nobody even glanced her direction.

"Was your house damaged?" Mrs. Daniels suddenly seemed intrigued.

"No, but it came really close. It was so cool, they totally kicked a-… uh, butt." Catching her mistake.

Payton chuckled, not that she disagreed but she had never really heard anyone else's opinion. She was gonna have to tell Tony that she said that.

Lunch couldn't come fast enough. She couldn't wait to see a friendly face after a day of strangers.

She stood outside her locker and waited for Peter. After five minutes Gwen approached her locker.

"Hey, have you seen Peter?" she asked pulling her phone out and checking to see if she had any messages.

"No, he was supposed to meet me here a few minutes ag-" she said but she had to lea p out of the way to keep from being trampled by a crowd of on coming students.

"Where is everyone going?" Payton watched them flood through the front door.

"Flash." Gwen said pulling him from the crowd. "What's going on?"

"Spider-Man's been spotted outside." Flash informed her and started towards the door again.

Payton's S.H.I.E.L.D agent instincts kicked in as she remembered what her mission was. She noticed a look cross over Gwen's face. She didn't have time to ask her. He blended into the crowd and followed them outside. She made it out in time to see heads turning and watching a figure dressed in red and blue swing past. She cursed under her breathe and turned to go back inside. She couldn't believe that she could have let him slip away like that. What was Fury gonna say when he hears about this?

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A/N: Hey guys! I finally updated! I am sooooo sorry it took so long! I really worked hard but things kept getting in my way. I'm not gonna make excuses though. :) Review and let me know what you think of Payton and everything that's going on!

-Smilesandcreativity


	3. Chapter 3

Chapter Three

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_Three Hours Later_

"So how was school?" Tony asked as they pulled out of the school parking lot.

"It was good. Everyone stared at me in the hallway for the first few periods because all you own are sports cars and you refuse to drive with the top down unless there is a threat of your Italian leather seats being ruined." She chuckled and started to look down at her phone.

"Sorry." He shrugged. "Did you get a lead on Spidey?"

"No…" she tried to cover up the lie. Normally she could cover up anything but Tony always seemed to see through them so she stopped trying hard around him.

"What is it?"

"He may or may not have been sighted on school campus." She murmured and sunk deep down in her seat.

"Hmmmm, interesting."

"I'm sorry I didn't hear about it for a little while." She gave him an exasperated look and crossed her arms.

"I'm not the one you should be worrying about." Tony laughed.

"I think you're over playing what Fury's reaction is going to be." She nervously chuckled knowing that he wasn't.

"Hmph," he scoffed. "Sure."

"Tony," she whined.

"I'm just kidding." He laughed. "Calm down." Tony looked up quickly. "Seriously calm down it was just a joke."

"What do you mean?" she looked up from her phone and over at Tony.

"You mean you're not the one doing this?" he pointed to the sky. It was then that Payton noticed that thick clouds had gathered over head and got darker going towards the city.

"No." she shrugged and returned to her phone.

The rest of the drive to Stark Tower, which was only about five minutes, was silent. Tony pulled into the garage and Payton jumped out and ran to the elevator. She couldn't wait to barricade herself in her apartment to keep from humiliating herself further. After the chitauri invasion the top 8 floors were renovated so the top floor was the same and the other seven were converted into apartments. Payton quickly pushed one of the top 8 buttons that had an icon of a cloud. A hand scanner slid out of a panel on the wall. She placed her hand on the surface and waited for it to make the accepting beep.

"Access denied." Said a voice that came from a speaker on the wall.

"What the heck JARVIS?" she said to thin air.

"Miss Collins, your attendance has been requested on the top floor." The automated butler informed her.

"It has been requested?" she questioned.

"Yes."

"So that means that I have the option not to go."

"No, I am afraid not, ma'am." He said in a monotone voice.

Payton slouched and sighed, "Okay." She felt the jolt that came with the elevator going up.

"Hey guys." She said throwing her bag down on the couch and flopping down on her stomach.

"Hey Pay, you wanna go say hi to Thor?" Natasha offered sticking her head in from outside the glass doors.

"That's why it's so cloudy?" She said not lifting her face off the throw pillow so it came out as, "Thatf whu if fo clofy."

"Um…" Natasha said taking a moment to decipher what she had just said. "Yes." She concluded.

"Okay." Payton said suddenly perking up. She leaped off the couch and ran out onto the landing that extended off the building that gave it a unique shape. A sudden strike of lighting lit up the gray sky and a figure came out of the sky and landed on the end of the landing.

"Friends!" Thor boomed as he started to walk towards the four of them that were standing at the door. Tony was still in the garage and Clint was at the S.H.I.E.L.D base. "It's good to see you again!" he wrapped Payton and Natasha in a hug and then walked in side.

"How's Asgard?" she asked trying to make small talk and avoid the more pressing subject that she could tell was balancing on all of their lips. Thor, however, was oblivious to the fact that they were searching for a new recruit.

"Not well, not well. I'm afraid Loki is causing trouble again." The god spoke solemnly. "I did not want to have to burden you with this task, but I need your help."

"Of course, point break." Tony chuckled emerging from the doorway.

"What's Loki done?" Natasha asked crossing her arms. Her facial expression hardened as she went into what Payton liked to call 'Widow Mode'. She got all serious and all her years of training emerged. She listened intently as Thor explained the dilemma.

"It's not so much that he has done anything recently. The frost giants were severely angered when they discovered Loki had killed their leader. Now, with the BiFrost repaired, we have learned that the Frost Giants are planning an invasion."

"Do you need us to come with you?" Cap spoke for the first time.

r

"Thor it's not a burden. You helped us save our planet from an invasion, now we're here to help yours." Natasha smiled sweetly and turned on her heel, Payton guessed to pack.

"Wow, my first travel mission." Payton smiled to herself.

"Not so fast missy." Tony stepped in front of Payton.

"What?" Payton asked hoping that her happiness wasn't going to be crushed.

"You're currently on a mission, are you not?" Tony asked in a smug tone.

"Well yeah but…" she looked down at the ground.

"We can handle ourselves." Tony wrapped Payton in a half hug. "We're leaving tonight. We'll be back as soon as we can." Tony smiled.

Payton sniffed somewhat sadly but finally accepted it. "At least I'll have the tower all to myself." She grinned.

"Have some friends over, hang out, have fun. Just don't crash any of my cars." He gave her a stern look at the end.

"So that means I can drive one of your cars." She smiled widely..

Tony looked down at her. He looked deep in thought. "You may drive the mustang." He finally agreed and took a set of keys out of his pocket. "Clint is coming back from his mission in a couple days. He's gonna be here for a night then he's gonna meet us in New Mexico."

"Why don't you just wait for him here?" she questioned.

"We need to meet up with Fury and Coulson and prepare." He informed her before walking to the elevator.

"What about Pepper?" she called after him.

"She's in Malibu." He said before the doors closed.

Payton trudged over to the seating area and turned on the tv. It wasn't long before she dozed off.

That night Natasha, Tony, Steve, and Bruce left for New Mexico, leaving Payton all alone with the tower and her assignment.

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**A/N: Hello guys! I know I haven't updated in so long! School started recently and I haven't really had time to work on this story. I return now and I'm going to start a normal schedule. I am so pleased with the response I've been getting on this story, it's making me so happy. Keep reviewing and reading! Tell me what you guys think of the story. I promise all of it is going to tie together. I just wanted to answer a question someone left me in my first chapter, yes Payton is a mutant but the story isn't going to really delve into that. Thanks so much for reading and reviewing!**


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